Quanterix Corp 8-K

What Happened

• Quanterix Corporation (QTRX) filed an 8-K on January 8, 2026 announcing that President and CEO Masoud Toloue, Ph.D., has entered into a separation agreement and will resign from his CEO role and the Board effective January 19, 2026. The company said severance will be provided consistent with his existing employment agreement and certain unvested awards will accelerate as described in the separation agreement.
• The Board appointed Everett Cunningham as President and Chief Executive Officer, effective January 19, 2026. Quanterix also furnished a press release that discusses these executive changes and the company’s expectations regarding certain financial results for the fiscal year ended December 31, 2025.

Key Details

• Masoud Toloue separation: unvested equity that would have vested on or before April 30, 2026 will accelerate and vest on the separation date; RSU settlements to occur within 60 days of vesting; vested stock options may be exercised through December 31, 2026.
• Everett Cunningham compensation: initial base salary $750,000; annual bonus target up to 100% of base; $600,000 sign‑on cash (repayable 50% or 100% if he leaves voluntarily or is terminated for Cause within one year).
• Equity awards to Cunningham: 1,070,000 time‑based RSUs vesting in four equal annual installments; 813,750 performance RSUs with tranche vesting tied to VWAP thresholds of $10, $15 and $20 per share (with interpolation and Change‑in‑Control provisions).
• Severance for Cunningham: if terminated without Cause or resigns for Good Reason, 12 months base pay, target bonus for the year, acceleration of time‑based RSUs that would vest during the severance period and subsidized health benefits; in a Change‑in‑Control, 24 months base pay and full vesting of time‑based RSUs.

Why It Matters

• Leadership change: a new CEO with extensive commercial and diagnostics industry experience (Illumina, Exact Sciences, GE Healthcare, Quest Diagnostics, Pfizer) may signal emphasis on commercial execution and growth strategy. Investors should note the effective date (Jan 19, 2026) for transition timing.
• Compensation and equity impact: large equity grants (totaling 1,883,750 RSUs) and sign‑on/severance arrangements can affect future share count and compensation expense. Accelerated vesting for the departing CEO may also increase near‑term share settlement.
• Financial disclosure: the company’s press release includes expectations about fiscal 2025 results, which could influence investor views of near‑term performance; review the full press release and filings for any concrete guidance or numbers.